BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

__________________________________________ ) Joint Application of ) ) AEROVIAS DE MEXICO, S.A. DE C.V. , and ) DELTA AIR LINES, INC. ) DOCKET OST

- 2014 -____ ) for exemptions and a code

- share ) statement of authorization ) ( Oaxaca

- Los Angeles ) ) __________________________________________) JOINT APPLICATION OF A EROVIAS DE MEXICO, S.A. DE C.V. A ND DELTA AIR LINES, INC. FOR EXEMPTION S AND A STATEMENT OF AUTHORIZATION Communications with respect to this document should be sent to: John R. Mietus, Jr. LAW OFFICE OF JOHN MIETUS, LLC 6701 Democracy Boulevard Ste 300 Bethesda, Maryland 20817 (202) 747

- 5212 john@mietuslaw.com Counsel for AEROMEXICO Alexander Van der Bellen Managing Director - Regulatory and International Affairs & Associate General Counsel Christopher Walker Regional Director – Regulatory and International Affairs DELTA AIR LINES, INC. 1212 New York Avenue, N.W. Washington, D.C. 20005 (202) 842

- 4184 sascha.vanderbellen@delta.com chris.walker@delta .com

NOTICE: Any person may support or oppose this application by filing an answer and serving a copy of the answer on counsel for the Joint Applicants and upon persons served with this application no later than June 4 , 2014. THE JOINT APPLICANTS INTEND TO POLL. May 20, 2014BEFORE THE DEPARTMENT OF TRANSPORTATION WASHINGTON, D.C.

__________________________________________ ) Joint Application of ) ) AEROVIAS DE MEXICO, S.A. DE C.V., and ) DELTA AIR LINES, INC. ) DOCKET OST

- 2013 -____ ) May 20, 2014 for exemptions and a code

- share ) statement of authorization ) ( Oaxaca

- Los Angeles ) ) __________________________________________)

JOINT APPLICATION OF A EROVIAS DE MEXICO, S.A. DE C.V. A ND DELTA AIR LINES, INC. FOR EXEMPTION S AND A STATEMENT OF AUTHORIZATION Aerovias de Mexico, S.A. de C.V. ("Aeromexico") and Delta Air Lines, Inc. (“Delta”) (together, the “Joint Applicants”) respectfully apply for the following authority to engage in scheduled, foreign air transportation of persons, property, and mail in a new Mexico

- U.S. city

- pair ma r ket as described below : ( 1) an exemption, pursu ant to 49 U.S.C. § 4 0109 and for an initial period of one year , authorizing Aeromexico to operate such service in the Oaxaca , Mexico – Los Angeles, California market ; (2) a statement of authorization , pursuant to 14 C.F.R. Part 212 and of indefinite duration , permitting Aeromexico to display the DL* designator code of Delta on Aeromexico- operated flights in this market; and (3) a code

- share exemption , for an initial period of two years, authorizing Delta to engage in such transportation in this city

- pair market by placing its code on Aeromexico.

0F 1

1/ Delta further request s the Department transmit the necessary code

- share designation to the Government of Mexico to facilitate Mexican licensing of Delta’s proposed services on Aeromexico under the U.S.

- Mexico Air Transport Agreement

.Aeromexico /Delta Application Page 2
So that the Joint Applicants may begin marketing service in this additional market , they request expedited Department action and will report the results of their poll of U.S. carriers serv ed with the Joint Application.

1F 2 In support of thi s Joint Application, the Joint Applicants state as follows: 1. Aeromexico is a flag carrier of the United Mexican States that hold s Department permit and exemption authority to provide service between M exico and numerous U.S. points. It provides extensive U.S.

- Mexico service. Aeromexico now proposes to operate daily s ervice in the Oaxaca

- Los Angeles market with Boeing B737 aircraft. 2. Annex 1 to the 1960 Air Transport Agreement, as amended, between the United Mexican States and the United States provides that a carrier designated by the Government of Mexico is entitled to operate "[f]rom a point or points in Mexico to a point or poin ts in the United States." The Joint Applicants understand that Aeromexico has or will shortly be designated to

serve the Oaxaca

- Los Angeles route , and a public interest finding is therefore warranted.

2F 3 The services for which Aeromexico requests authority also will

2/ The Joint Applicants also request a wai ver of the 45

- day advance notice requirement prescribed by 14 C.F.R. § 212. 10(d)(2). 3/ Designation of a carrier by its homeland government is the most significant factor in determining whether grant of an application is in the public interest. See, e.g., Bluebird Cargo Ltd. , Order 2004 -8- 24 at 3

- 4; Fast Air Carrier Ltda., Permit Amendment , Order 82 -2- 66 at 3

- 4.Aeromexico /Delta Application Page 3 benefit business travelers, tourists, and shippers, further demonstrating that grant of the exemption would be consistent with the public interest. 3. So that Delta may offer code

- share service on the route pursuant to its longstanding code

- shar e agreement with Aeromexico, the Joint Applicants also request code

- share exemption authority for Delta, and a statement of authorization authorizing Aeromexico to carry Delta’s code, in the market. Delta is fit, willing, and able to engage in these services on a code

- share basis, as it operates numerous U.S.

- Mexico transborder services under various exemptions and pursuant to Delta’s certificate authority for Route
901. See Order 2010 -3- 12. Delta also requests that the Department take official notice, p ursuant to Rule 24 of the Department’s Rules of Practice, of all data on file with the Department necessary to establish its fitness.
4 . Approval of the requested code

- sharing authority is in the public interest. Authorizing Delta to offer code

- share service in this market will enhance competition and expand price and service options for U.S. – Mexico travelers. Approval of the exemptio n and statement of authorization also is consistent with the U.S.

– Mexico agreement. The Department has granted similar U.S. – Mexico transborder codesharing requests, finding that the exercise of such codeshare rights “will benefit travelers, shippers, bu sinesses, cities, airlines, and airports.” DOT Order 99 -6- 6, at 6. Moreover, the amended agreement authorizes up to ten carriers from each country to provide